Notice of Agenda for November 7, 2022 Hearing — In re Kabbage, Inc. d/b/a KServicing (Bankr. D. Del.)

Summary

The debtors' notice of agenda for a hearing scheduled for November 7, 2022 at 1:00 p.m. before Judge Craig T. Goldblatt in In re Kabbage, Inc. d/b/a KServicing, et al., Case No. 22-10951 (CTG), jointly administered Chapter 11 cases in the U.S. Bankruptcy Court for the District of Delaware, filed 11/03/22 as Doc 199. It lists six resolved matters on which the court has already entered orders, including the retention of Richards, Layton & Finger, P.A., Greenberg Traurig, LLP and Jones Day, so no hearing on them is needed. The hearing on the cash management motion is postponed to November 21, 2022 at 1:00 p.m. Two matters go forward: the motion for limited use of cash collateral, with informal comments from the U.S. Trustee, Cross River Bank, Synovus and the SBA, and the motion to approve a settlement agreement with Customers Bank. Amanda R. Steele signs for the debtors' counsel.

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“Notice of Agenda for November 7, 2022 Hearing — In re Kabbage, Inc. d/b/a KServicing (Bankr. D. Del.).” Original at archive.org. Archived at Pandemic Darlings, https://pandemicdarlings.com/source-documents/gov-uscourts-deb-188293-199-0-5198b6e1ba/, SHA-256 60ba818fbdb34e86571302fdfd6c0f3544c4311736853699c5e71d83fb0325cb.

Full text

Case 22-10951-CTG Doc 199 Filed 11/03/22 Page 1 of 8

UNITED STATES BANKRUPTCY COURT
DISTRICT OF DELAWARE

------------------------------------------------------------ x
In re : Chapter 11
:
KABBAGE, INC. d/b/a KSERVICING, et al., : Case No. 22-10951 (CTG)
:
:
Debtors. 1 : (Jointly Administered)
------------------------------------------------------------ x

NOTICE OF AGENDA FOR HEARING SCHEDULED
FOR NOVEMBER 7, 2022 AT 1:00 P.M. (PREVAILING EASTERN TIME),
BEFORE THE HONORABLE CRAIG T. GOLDBLATT, AT THE UNITED
STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE

THE HEARING WILL BE HELD IN-PERSON IN JUDGE GOLDBLATT’S
COURTROOM. ALL PARTIES, INCLUDING WITNESSES, ARE EXPECTED TO
ATTEND IN PERSON UNLESS PERMITTED TO APPEAR VIA ZOOM.
APPEARANCES AT IN-PERSON COURT PROCEEDINGS USING ZOOM ARE
ALLOWED ONLY IN THE FOLLOWING CIRCUMSTANCES: (I) A PARTY WHO
FILES A RESPONSIVE PLEADING INTENDS TO MAKE ONLY A LIMITED
ARGUMENT; (II) A PARTY WHO HAS NOT SUBMITTED A PLEADING BUT IS
INTERESTED IN OBSERVING THE HEARING; (III) A PARTY WHO HAS A GOOD
FAITH HEALTH-RELATED REASON AND HAS OBTAINED PERMISSION FROM
JUDGE GOLDBLATT’S CHAMBERS TO APPEAR REMOTELY, OR (IV) OTHER
EXTENUATING CIRCUMSTANCES AS DETERMINED BY JUDGE GOLDBLATT.
IF YOU INTEND TO APPEAR VIA ZOOM, YOU ARE
REQUIRED TO REGISTER IN ADVANCE.
PLEASE USE THE FOLLOWING ZOOM REGISTRATION LINK:
https://debuscourts.zoomgov.com/meeting/register/vJItd-yurDIsHa_zQ1lBfH5kzNY2yjUsfFo

I. RESOLVED MATTERS:

1. Motion of Debtors for Entry of Interim and Final Orders Establishing Notification
Procedures and Approving Restrictions on Certain Transfers of Interests in the Debtors
[Docket No. 6 – filed October 3, 2022]

1
The Debtors in these chapter 11 cases, along with the last four digits of each Debtor’s federal tax identification
number, as applicable are: Kabbage, Inc. d/b/a KServicing (3937); Kabbage Canada Holdings, LLC (N/A);
Kabbage Asset Securitization LLC (N/A); Kabbage Asset Funding 2017-A LLC (4803); Kabbage Asset Funding
2019-A LLC (8973); and Kabbage Diameter, LLC (N/A). Kabbage is a trademark of American Express used
under license; Kabbage, Inc. d/b/a KServicing is not affiliated with American Express. The Debtors’ mailing and
service address is 925B Peachtree Street NE, Suite 383, Atlanta, GA 30309.

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Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET)

Objections/Responses Received: None.

Related Documents:

i. Interim Order Establishing Notification Procedures and Approving Restrictions
on Certain Transfers of Interests in the Debtors [Docket No. 71 – entered October
6, 2022]

ii. Notice of (A) Entry of Interim Order Establishing Notification Procedures and
Approving Restrictions on Certain Transfers of Interests in the Debtors; and
(B) Final Hearing Thereon [Docket No. 83 – filed October 6, 2022]

iii. Certificate of No Objection Regarding Motion of Debtors for Entry of Interim and
Final Orders Establishing Notification Procedures and Approving Restrictions on
Certain Transfers of Interests in the Debtors [Docket No. 187 – filed November 1,
2022]

iv. Final Order Establishing Notification Procedures and Approving Restrictions on
Certain Transfers of Interests in the Debtors [Docket No. 193 – entered November
2, 2022]

Status: On November 2, 2022, the Court entered an order with respect to this matter.
Accordingly, a hearing with respect to this matter is no longer necessary.

2. Motion of Debtors for Entry of Interim and Final Orders (I) Authorizing Debtors to
(A) Pay Prepetition Wages, Salaries, Employee Benefits, and Other Compensation and
(B) Maintain Employee Benefit Programs and Pay Related Obligations and (II) Granting
Related Relief [Docket No. 10 – filed October 3, 2022]

Objection/Response Deadline: October 19, 2022, at 4:00 p.m. (ET); extended to
October 31, 2022, at 4:00 p.m. (ET) for the relief
sought in the Supplement (as defined below)

Objections/Responses Received:

A. Informal comments received from the Office of the United States Trustee (the
“U.S. Trustee”)

B. Informal comments received from Morgan Franklin LLC

Related Documents:

i. Interim Order (I) Authorizing Debtors to (A) Pay Prepetition Wages, Salaries,
Employee Benefits, and Other Compensation and (B) Maintain Employee Benefit
Programs and Pay Related Obligations and (II) Granting Related Relief [Docket
No. 75 – entered October 6, 2022]

2
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ii. Notice of (A) Entry of Interim Order (I) Authorizing Debtors to (A) Pay
Prepetition Wages, Salaries, Employee Benefits, and Other Compensation and
(B) Maintain Employee Benefit Programs and Pay Related Obligations and
(II) Granting Related Relief; and (B) Final Hearing Thereon [Docket No. 80 –
filed October 6, 2022]

iii. Supplement to the Motion of Debtors for Entry of Interim and Final Orders
(I) Authorizing Debtors to (A) Pay Prepetition Wages, Salaries, Employee
Benefits, and Other Compensation and (B) Maintain Employee Benefit Programs
and Pay Related Obligations and (II) Granting Related Relief [Docket No. 141 –
filed October 21, 2022] (the “Supplement”)

iv. Certification of Counsel Regarding Revised Proposed Final Order (I) Authorizing
Debtors to (A) Pay Prepetition Wages, Salaries, Employee Benefits, and Other
Compensation and (B) Maintain Employee Benefit Programs and Pay Related
Obligations and (II) Granting Related Relief [Docket No. 190 – Filed November
1, 2022]

v. Final Order (I) Authorizing Debtors to (A) Pay Prepetition Wages, Salaries,
Employee Benefits, and Other Compensation and (B) Maintain Employee Benefit
Programs and Pay Related Obligations and (II) Granting Related Relief [Docket
No. 194 – entered November 2, 2022]

Status: On November 2, 2022, the Court entered an order with respect to this matter.
Accordingly, a hearing with respect to this matter is no longer necessary.

3. Application of Debtors to Retain and Employ Richards, Layton & Finger, P.A. as Co-
Counsel to the Debtors Effective as of Petition Date [Docket No. 46 – filed October 4,
2022]

Objection/Response Deadline: October 19, 2022, at 4:00 p.m. (ET); extended by
agreement to October 31, 2022 at 4:00 p.m. for the
U.S. Trustee

Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

Related Documents:

i. Notice of Application and Hearing [Docket No. 51 – filed October 5, 2022]

ii. Supplemental Declaration of Daniel J. DeFranceschi in Support of Application of
Debtors to Retain and Employ Richards, Layton & Finger, P.A. as Co-Counsel to
the Debtors Effective as of Petition Date [Docket No. 170 – filed October 27,
2022]

3
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iii. Certification of Counsel Regarding Revised Proposed Order Authorizing
Retention and Employment of Richards, Layton & Finger, P.A. as Co-Counsel to
the Debtors Effective as of Petition Date [Docket No. 171 – filed October 27,
2022]

iv. Order Authorizing Retention and Employment of Richards, Layton & Finger,
P.A. as Co-Counsel to the Debtors Effective as of Petition Date [Docket No. 175
– entered October 28, 2022]

Status: On October 28, 2022, the Court entered an order resolving this matter.
According, a hearing with respect to this matter is no longer necessary.

4. Application of Debtors for Authority to Employ and Retain Greenberg Traurig, LLP as
Special Counsel to the Board of Directors of Kabbage, Inc. d/b/a KServicing Effective as
of the Petition Date [Docket No. 107 – filed October 14, 2022]

Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET)

Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

Related Documents:

i. Supplemental Declaration of David B. Kurzweil of Greenberg Traurig, LLP
[Docket No. 177 – filed November 1, 2022]

ii. Certification of Counsel Regarding Revised Proposed Order Authorizing Debtors
to Employ and Retain Greenberg Traurig, LLP as Special Counsel to the Board of
Directors of Kabbage, Inc. d/b/a KServicing Effective as of the Petition Date
[Docket No. 192 – filed November 1, 2022]

iii. Order Authorizing Debtors to Employ and Retain Greenberg Traurig, LLP as
Special Counsel to the Board of Directors of Kabbage, Inc. d/b/a KServicing
Effective as of the Petition Date [Docket No. 197 – entered November 2, 2022]

Status: On November 2, 2022, the Court entered an order with respect to this matter.
Accordingly, a hearing with respect to this matter is no longer necessary.

5. Application of Debtors for Authority to Employ and Retain Jones Day as Special Counsel
to the Debtors Effective as of the Petition Date [Docket No. 108 – filed October 14,
2022]

Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET)

Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

4
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Related Documents:

i. Supplemental Declaration of Andrew E. Lelling in Support of Debtors’
Application to Employ and Retain Jones Day as Special Counsel to the Debtors
Effective as of the Petition Date [Docket No. 162 – filed October 26, 2022]

ii. Certification of Counsel Regarding Revised Proposed Order Authorizing Debtors
to Employ and Retain Jones Day as Special Counsel to the Debtors Effective as of
the Petition Date [Docket No. 189 – filed November 1, 2022]

iii. Order Authorizing Debtors to Employ and Retain Jones Day as Special Counsel
to the Debtors Effective as of the Petition Date [Docket No. 198 – entered
November 2, 2022]

Status: On November 2, 2022, the Court entered an order with respect to this matter.
Accordingly, a hearing with respect to this matter is no longer necessary.

6. Motion of Debtors for Authority to Employ Professionals Used in Ordinary Course of
Business [Docket No. 110 – filed October 17, 2022]

Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET)

Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

Related Documents:

i. Certification of Counsel Regarding Order Authorizing Debtors to Employ
Professionals Used in Ordinary Course of Business [Docket No. 188 – filed
November 1, 2022]

ii. Order Authorizing Debtors to Employ Professionals Used in Ordinary Course of
Business [Docket No. 196 – entered November 2, 2022]

Status: On November 2, 2022, the Court entered an order with respect to this matter.
Accordingly, a hearing with respect to this matter is no longer necessary.

II. CONTINUED MATTER:

7. Motion of Debtors for Entry of Interim and Final Orders (I) Authorizing Debtors to
(A) Continue Using Existing Cash Management System, Bank Accounts, and Business
Forms, (B) Implement Changes to Cash Management in the Ordinary Course of
Business; and (II) Granting Related Relief [Docket No. 12 – filed October 3, 2022]

Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET)

5
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Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

Related Documents:

i. Emergency Bridge Order Authorizing Debtors’ Postpetition Use of Cash
Management System on an Interim Basis Pending a Further Hearing [Docket No.
43 – entered October 4, 2022]

ii. Interim Order (I) Authorizing (A) Debtors to Continue Using Existing Cash
Management System, Bank Accounts, and Business Forms, (B) Implement
Changes to Cash Management in the Ordinary Course of Business; and
(II) Granting Related Relief [Docket No. 78 – entered October 6, 2022]

iii. Notice of (A) Entry of Interim Order (I) Authorizing (A) Debtors to Continue
Using Existing Cash Management System, Bank Accounts, and Business Forms,
(B) Implement Changes to Cash Management in the Ordinary Course of Business;
and (II) Granting Related Relief; and (B) Final Hearing Thereon [Docket No. 84 –
filed October 26, 2022]

iv. Certification of Counsel Regarding Second Interim Order (I) Authorizing
(A) Debtors to Continue Using Existing Cash Management System, Bank
Accounts, and Business Forms, (B) Implement Changes to Cash Management in
the Ordinary Course of Business; and (II) Granting Related Relief [Docket No.
191 – filed November 1, 2022]

v. Second Interim Order (I) Authorizing (A) Debtors to Continue Using Existing
Cash Management System, Bank Accounts, and Business Forms, (B) Implement
Changes to Cash Management in the Ordinary Course of Business; and
(II) Granting Related Relief [Docket No. 195 – entered November 2, 2022]

Status: The hearing with respect to this matter has been continued to November 21, 2022
at 1:00 p.m. (ET).

III. MATTERS GOING FORWARD:

8. Motion of Debtors for Entry of Order (I) Authorizing Debtors’ Limited Use of Cash
Collateral, (II) Granting Adequate Protection to Secured Lender, (III) Modifying
Automatic Stay, and (IV) Granting Related Relief [Docket No. 143 – filed October 24,
2022] (the “Cash Collateral Motion”)

Objection/Response Deadline: October 31, 2022, at 4:00 p.m. (ET); extended by
agreement to November 4, 2022, at 4:00 p.m. (ET)
for Synovus Financial Corp. (“Synovus”)

6
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Objections/Responses Received:

A. Informal comments received from the U.S. Trustee

B. Informal comments received from Cross River Bank (“CRB”)

C. Informal comments received from Synovus

D. Informal comments received from the Small Business Association (the “SBA”)

Related Documents:

i. Order Shortening Notice and Objection Periods for Debtors’ Motion for Entry of
an Order (I) Authorizing and Approving Settlement Agreement Between Debtors
and Customers Bank and (II) Granting Related Relief [Docket No. 174 – entered
October 28, 2022]

Witness Information:

i. To the extent any objections are filed to the relief requested in the Motion, the
Debtors may present evidence by declaration and/or live testimony.

Exhibit Information:

i. To the extent necessary, an exhibit list will be provided to the Court and other
parties in interest prior to the hearing.

Status: The hearing with respect to this matter will go forward.

7
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Dated: November 3, 2022
Wilmington, Delaware
/s/ Amanda R. Steele
RICHARDS, LAYTON & FINGER, P.A.
Daniel J. DeFranceschi, Esq. (No. 2732)
Amanda R. Steele, Esq. (No. 5530)
Zachary I. Shapiro, Esq. (No. 5103)
Matthew P. Milana, Esq. (No. 6681)
One Rodney Square
920 North King Street
Wilmington, Delaware 19801
Telephone: (302) 651-7700
E-mail: defranceschi@rlf.com
steele@rlf.com
shapiro@rlf.com
milana@rlf.com

-and-

WEIL, GOTSHAL & MANGES LLP
Ray C. Schrock, P.C. (admitted pro hac vice)
Candace M. Arthur, Esq. (admitted pro hac vice)
Natasha S. Hwangpo, Esq. (admitted pro hac vice)
Chase A. Bentley, Esq. (admitted pro hac vice)
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
E-mail: ray.schrock@weil.com
candace.arthur@weil.com
natasha.hwangpo@weil.com
chase.bentley@weil.com

Attorneys for Debtors
and Debtors in Possession

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